Delaware
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1-9260
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73-1283193
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(State or other jurisdiction
of incorporation)
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(Commission File Number)
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(I.R.S. Employer
Identification No.)
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7130 South Lewis, Suite 1000, Tulsa, Oklahoma
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74136
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(Address of principal executive offices)
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(Zip Code)
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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(1)
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The stockholders voted to elect three Class I directors to serve for a term of three years expiring in 2015, or until their successors are duly elected and qualified. The results of the vote were as follows:
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DIRECTOR
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FOR
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AGAINST
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ABSTAIN
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BROKER
NON-VOTES
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John G. Nikkel
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36,932,515
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3,166,901
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0
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2,224,975
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Robert Sullivan Jr.
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38,150,378
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1,949,038
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0
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2,224,975
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Gary C. Christopher
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38,500,152
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1,599,264
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0
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2,224,975
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(2)
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The stockholders approved the following non-binding resolution pertaining to our executive compensation:
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FOR
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AGAINST
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ABSTAIN
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BROKER NON-VOTE
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38,654,532
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1,399,364
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45,519
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2,224,976
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(3)
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The stockholders re-approved the performance goals for qualified performance-based compensation under the Unit Corporation Stock and Incentive Compensation Plan. The results of the vote were as follows:
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FOR
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AGAINST
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ABSTAIN
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BROKER NON-VOTE
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39,130,518
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931,989
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36,909
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2,224,975
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(4)
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The stockholders approved the Unit Corporation Stock and Incentive Compensation Plan Amended and Restated May 2, 2012. The results of the vote were as follows:
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FOR
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AGAINST
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ABSTAIN
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BROKER NON-VOTE
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37,910,645
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2,149,494
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39,276
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2,224,976
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(5)
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The stockholders ratified the appointment of PricewaterhouseCoopers LLP as our independent auditors for 2011. The results of the vote were as follows:
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FOR
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AGAINST
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ABSTAIN
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BROKER NON-VOTE
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42,066,063
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229,795
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28,533
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0
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(d)
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Exhibits.
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Exhibit No.
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Description
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10
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Unit Corporation Stock and Incentive Compensation Plan Amended and Restated May 2, 2012.
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Unit Corporation
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Date: May 7, 2012
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By: /s/ Mark E. Schell
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Mark E. Schell
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Senior Vice President
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and General Counsel
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